KeyCorp Prices $1.0 Billion Fixed-to-Floating Senior Notes Offering

Overview of the Offering

KeyCorp filed a prospectus supplement (Form 424B5) on October 28, 2026, pricing a public offering of $1.0 billion in Senior Medium-Term Notes, Series U.

Key Terms of the Notes

• Aggregate Principal Amount: $1,000,000,000
• Pricing Date: October 27, 2026
• Settlement Date: November 2, 2026 (T+4)
• Maturity Date: November 2, 2032
• Coupon / Interest Rate:
  • Fixed Rate Period: 5.889% per annum, payable semiannually in arrears starting May 2, 2027 through November 2, 2031.
  • Floating Rate Period: Compounded SOFR plus 1.300% (130 bps) per annum, payable quarterly starting February 2, 2032 through maturity.
• Public Offering Price: 100.000%
• Underwriting Discount: 0.350% ($3.5 million)
• Net Proceeds (before expenses): $996,500,000

Optional Redemption

• May be redeemed on or after May 1, 2027, and prior to November 2, 2031 (First Par Call Date) at make-whole call (Treasury Rate + 20 bps).
• Redeemable at par (100%) on the First Par Call Date (November 2, 2031) in whole, or on or after October 2, 2032 in whole or in part.

Use of Proceeds

KeyCorp intends to allocate the net proceeds toward general corporate purposes, which may include the redemption of certain outstanding preferred stock.